Assumed Debt definition

Assumed Debt has the meaning set forth in Section 2.2.

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Assumed Debt means the Indebtedness set forth on Schedule 1.01(a) hereto.

Assumed Debt means any indebtedness of the Company the payment obligations in respect of which shall have been assumed by WNR Company pursuant to one or more Assumption Agreements.

Examples of Assumed Debt in a sentence

The Parties acknowledge that the Assumed Debt is consideration for the purchase, but is in addition to the $750,000, and not netted out therefrom.
Other than the Assumed Debt, Sellers shall be solely responsible for satisfying and paying in full all tax liabilities, tax liens, penalties, and interest of the Companies and/or Sellers (including, without limitation, approximately US $450,000.00 in outstanding tax obligations), and for paying off and clearing all other liens affecting the Purchased Interests or the Included Assets, prior to or at Closing, except (i) Assumed Debt, (ii) Liens securing the Assumed Debt and (iii) the SMS Payable.
All indebtedness and Liens of the Companies that will remain outstanding after Closing (including the Assumed Debt, if any) are disclosed on Schedules A - D.
Buyer shall indemnify, defend, and hold harmless Sellers from and against any Losses arising out of or resulting from: (a) any material inaccuracy in or breach of any material representation or warranty of Buyer contained in this Agreement; (b) any breach or non-fulfillment of any covenant or agreement of Buyer contained in this Agreement; and (c) the Assumed Debt (if any) and any liabilities expressly assumed by Buyer pursuant to this Agreement.
An amount in cash equal to (i) the Purchase Price minus (ii) the Assumed Debt agreed set and forth on Schedule D, by wire transfer in immediately available funds to the account(s) designated in writing by Sellers.

More Definitions of Assumed Debt

Assumed Debt has the meaning assigned to such term in Section 9.02(j).

Assumed Debt. As defined in Section 5.7.

Assumed Debt. The Debt of Company and its Subsidiaries which is assumed by Lakes and/or retained by the Non-Mississippi Group Subsidiaries in connection with the Distribution, as determined pursuant to Section 2.09.

Assumed Debt means the obligations of Crane Holdings, Co. as set forth on Schedule 1.1(9) to be assumed by Crane Company.

Assumed Debt means: (a) the aggregate amount outstanding as of immediately prior to the Closing under that certain Indebtedness indicated as “Assumed Debt” in Section 2.6(c)(i) of the Seller Disclosure Letter; and (b) that certain Indebtedness incurred after the date hereof solely as permitted under, and in compliance with, this Agreement, indicated as “Assumed Debt” in the Closing Statement.

Assumed Debt. The Debt of Hilton and its Subsidiaries which is to be assumed by Gaming Co. and/or retained by the Gaming Group Subsidiaries in connection with the Distribution, as determined pursuant to Section 2.08.

Assumed Debt means all obligations (both current and long term) on account of money borrowed or capital lease obligations pursuant to the agreements set forth on Schedule 1.1(a) and new equipment leases entered into since the date of this Agreement in accordance with Section 7.1(c)(ii), up to a maximum of $1,000,000 in the aggregate.